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A pop star at the mall is an eternal cause for happiness, especially on a Sunday afternoon in the Valley. One moment, shoppers in the Westfield Topanga mall are living in the real world, monotonously selecting a new shade of eye shadow or rubbing perfume on wrists, but upon the rapture of Britney Spears, they are giggling, laughing, orgasmic, already sharing their secret on cell phones. "Her legs are actually really skinny," an adolescent whispers into her Sidekick, as Britney beelines for the Betsey Johnson boutique, pseudo-punk designer of evening dresses and splashy heels worn to suburban high school proms. In person, Britney is shockingly beautiful — clear skin, ruby lips, a perfectly proportioned twenty-six-year-old porcelain doll with a nasty weave. She cuts through the crowd swiftly, the way she used to when 20,000 adoring fans mobbed her outside a concert, with her paparazzi boyfriend, Adnan Ghalib, trailing behind.

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Only a few kids are in the store, a young girl with her brother and two blondes checking out fake-gold charm bracelets. Britney rifles the racks as the Cure's "Pictures of You" blasts into the airless pink boutique, grabbing a pink lace dress, a few tight black numbers and a frilly red crop top, the kind of shirt that Britney used to wear all the time at seventeen but isn't really appropriate for anyone over that age. Then she ducks into the dressing room with Ghalib. He emerges with her black Am Ex.

One of the girls runs to Britney's dressing room, explaining the situation through a pink gauze curtain.

A wail emerges from the cubby — guttural, vile, the kind of base animalistic shriek only heard at a family member's deathbed. "Fuck these bitches," screams Britney, each word ringing out between sobs. "These idiots can't do anything right!"

Ghalib dashes over to console her, but she's already spitting, growling, throwing a big bottle of soda on the floor so that it begins to spill underneath the curtain, and then she's got a box of tissues and is throwing them on top of the wet floor along with piles of discarded merchandise. A new card finally goes through, but by then Britney is out the door, leaving her shirt on the ground and replacing it with the red top. "Fuck you, fuck people, fuck, fuck, fuck," she keeps screaming, her face splotchy and red as she crosses the interminable mall floor, the crowd behind her growing larger and larger. "Leave us alone!" yells Ghalib.

The siblings run after Britney to get a video to put up on YouTube, and some of the shopgirls run after her to hand off the merchandise she left behind, and there's an entire bridal party wearing yellow T-shirts who have pulled out camera phones too. A crush of managers in black shirts and gold name tags try to keep the peace, but the crowd running after Britney gets larger, and now the shopgirls have ­started to catch up to her, one of them slipping spectacularly in her platform shoes, grazing her elbow. She pulls herself up, mustering the strength to tap Britney's shoulder. "Um, I'm from the South too," she mumbles, "and I was wondering if I could get a picture with you for my little sister."

Britney turns to Ghalib and grabs his arm. "I don't want her talking to me!" she screams. She whirls around and stares the girl deep in the eyes, her lips almost vibrating with anger. "I don't know who you think I am, bitch," she snarls, "but I'm not that person."

If there is one thing that has become clear in the past year of Britney's collapse — the most public downfall of any star in history — it's that she doesn't want anything to do with the person the world thought she was. She is not a good girl. She is not America's sweetheart. She is an inbred swamp thing who chain-smokes, doesn't do her nails, tells reporters to "eat it, snort it, lick it, fuck it" and screams at people who want pictures for their little sisters. She is not someone who can live by the most basic social rules — she is someone who, when she has had her one- and two-year-old sons taken completely out of her care, with zero visitation rights, appeared at Los Angeles' Superior Court to convince the judge to give her kids back, but then decided not to go inside, and she's someone who did this twice. She's the perfect celebrity for America in decline: Like President Bush, she just doesn't give a fuck, but at least we won't have to clean up after her mess for the rest of our lives.

If Britney was really who we believed her to be — a puppet, a grinning blonde without a cool thought in her head, a teasing coquette clueless to her own sexual power — none of this would have happened. She is not book-smart, granted. But she is intelligent enough to understand what the world wanted of her: that she was created as a virgin to be deflowered before us, for our amusement and titillation. She is not ashamed of her new persona — she wants us to know what we did to her. While it may be true that Britney suffers from the adult onset of a genetic mental disease (or a disease created by fame, yet to be named); or that she is a "habitual, frequent and continuous" drug user, as the judge declared; or that she is a cipher with boundless depths, make no mistake — she is enjoying the chaos she is creating. The look on her face when she's goofing around with paparazzi — one of whom, don't forget, she is dating — is often one of pure excitement. "For years, everyone manipulated Britney," says a close friend. "There was always a little game. If she didn't want to come out of the trailer, the label would come to me, saying, 'Please talk to Britney, make sure she performs, and we'll take you on a shopping spree.' Now this is her time to play."

More than any other star today, Britney epitomizes the crucible of fame for the famous: loving it, hating it and never quite being able to stop it from destroying you. Over the past year, it's looked several times like she was going to get it together, but then girlfriend messes up again. She started off with a bang — the head-shaving, plus attacking a paparazzi car with an umbrella — followed by rehab, a magazine shoot where she let her dog poop on a $6,700 gown, a hit-and-run (the charge was dropped), an investigation by the Department of Children and Family Services, the sad performance at the VMAs and her hospitalizations on January 3rd and January 31st. Even Michael Jackson never deteriorated to the point where he was strapped to a gurney, his madness chronicled by news choppers' spotlights. Before her first hospitalization, Britney shut herself in the bathroom with her youngest son for three hours, wearing only panties, arguing with cops who tried to give her a sweater. "Don't cover me up," she said. "I'm fucking hot" — meaning warm, although the other interpretation of the word is funnier. Britney's assistant told police she demanded her "vitamins" (Britney's code for pills), though it's not known what kind she is taking.

Today, Britney is alone: Arrogant, anxiety-ridden and paranoid, she has lost faith in everyone. "She goes through people like she goes through dogs," says a close friend. "There's one instant with everyone where she freaks out and suddenly says, 'I don't trust you, and I don't know what's going on.'" She does not have a manager, agent or publicist (Jive Records no longer speaks to her directly, and the publicist at the label assigned to Britney refused to participate in this article). She has no stylist, image consultant, crisis-control manager or driver. She has pushed away her family: her brother and father ("It is sad that all the men in my life do not know how to accept a real woman's love," she explained); her sister Jamie Lynn, whom she speaks to on the phone and sees rarely; and, most important, her preening, difficult mother, Lynne, whom Britney considers poisonous. Famous for two saccharine books about her fabulous relationship with Britney, Lynne is now desperately trying to help her family, but her attempts have fallen flat: She was the force behind selling Jamie Lynn's pregnancy photos to OK! magazine for $1 million and encouraged Dr. Phil's visit with Britney in the psychiatric ward of Cedars-Sinai Medical Center. Ironically, it may be Britney's family who succeeds in retaining control of her now, in collaboration with doctors who are advising that she remain in a hospital setting as long as legally possible.

Britney wasn't allowed to see her kids in January, and it is unclear when she will get them back. Under the terms of their prenup, Kevin Federline was due only $1 million of Britney's estimated $30 million fortune, and his sole route to future riches is custodial support, although his intentions are widely considered to be more honorable. Federline currently receives $20,000 a month, and his hope is to keep at least part-time custody — a goal his lawyer, diminutive powerhouse Mark Vincent Kaplan, is well on his way to achieving in the court of Commissioner Scott Gordon. In her legal case, as otherwise in her life, Britney has alienated those trying to help her — her divorce attorney, Laura Wasser, dropped her a few months ago, and her current legal team of Trope & Trope requested removal at one point. "You can tell Britney all day that she has to follow court orders to get her kids back, and she will lucidly and rationally listen to what you have to say," says an attorney. "But there's a disconnect, and she'll be right back to asking, 'Why does this fucking flea need to take my deposition for me to mother my children?'"

There is one group of people who love Britney unconditionally, and whose love she accepts: Every day in L.A., at least a hundred paparazzi, reporters and celebrity-magazine editors dash after her, this braless chick padding around town on hilariously mundane errands — the gas station, the pet store, Starbucks, Rite Aid. The multibillion-dollar new-media economy rests on her slumped shoulders, with paparazzi agencies estimating that she has comprised up to twenty percent of their coverage for the past year. It's not only bottom feeders running after Britney — a recent memo leaked from the Associated Press, which plans to add twenty-two entertainment reporters to its staff, announces that everything that happens to Britney is news (they have already begun preparing her obit). The paparazzi feed the celebrity magazines, which feed the mainstream press, while sources sell their dirtiest material to British tabloids, and then it trickles back to America. "She is by far the top person I have written about on my Web site, ever," says Perez Hilton. Harvey Levin, founder of TMZ: "We serialize Britney Spears. She's our President Bush."

This mob lurches around town after Britney, descending on her with its notepads and cameras, and passing wild speculation from outlet to outlet. New players enter the gold rush by the minute, with people from around the world getting into the game: The flashiest new player is Sheeraz Hasan, a Pakistani-British immigrant who recently founded Hollywood.tv with backing from investors for His Highness of Dubai. A devout Muslim who can be found at the mosque on Fridays for prayers — and also drives a yellow Lamborghini — he was on the hajj to Mecca when he stopped in a small town on the side of a mountain for a bottle of water, and there he saw a newspaper, and on the cover was Britney. "It seemed to me she was the number-one star in the world, not Tom Cruise, not Will Smith," says Hasan. "Everything Britney does is news — Britney pumps gas, Britney forgets to put milk in her coffee — and there's a war going on, man!" Hasan realized it was his calling to build a paparazzi agency and brand with Britney's soap opera as the centerpiece: "By the blessing of God, my logo is on AP, Entertainment Tonight and CNN," he says, looking prayerful. He leans in and confides, "I'm going to take Paris to Dubai — the sheiks said any amount of money she wants is fine — and next I'm going to take Britney," he whispers. "She can have her own island!"

Trying to get an interview with Britney is a whole other level of craziness: A friend of a friend sets me up with a guy she says will introduce me to Britney, but it has to happen right away. The man insists that I have a signed contract from Rolling Stone, and he's also going to want money. I tell her to make the meeting. An hour later, a good-looking Danish guy, Claus, pulls up to a Beverly Hills street corner — he was the host of Britney's twenty-sixth birthday party, at his swag event, the Scandinavian Style Mansion (Paris Hilton and Sharon Stone attended). He's the kind of guy who gets the celebrity boutique Kitson to open its doors for Britney at 2 a.m., like he did in January (in yet another shocking image of Britney, she arrived in fishnet tights and without a skirt, her white panties visibly stained with menstrual blood). He gets out of a blue Porsche in a T-shirt that reads fuck rehab! It seems to be an unironic shirt. I grab my laptop case.

"Is that the contract?" he asks, pointing at my case. He leans in, "For the interview, are you offering $2 million?"

Of course, I have zero dollars to offer him, but I decide to play along. He tells me to get into his car.

"Britney and I are really, really good friends," says Claus. "That's my contract for her, for a million-dollar deal. But it's all friends. We're going on vacation together soon, on the jet to a supersecret location." He zooms down winding streets. "I'm so sick of everyone in this town thinking that they can get celebrities to come to their events for a free tube of lip gloss. My celebrities get free furs and diamonds. Britney is a queen." He sighs. "You know, the media probably made $12 million off the pictures they took of Britney at my party, and what do I get?" he says. "At least someone could reimburse me for the birthday cake."

These days, Britney may not care much what we think of her, but when she was younger it was all that mattered. Britney was a sort of JonBenét baby, encouraged to enter the pageant circuit early by Lynne, the daughter of a strict Baptist dairyman and a British war bride with dreams of escaping the small-town life of Kentwood, Louisiana. Lynne was raised in the town of 2,200 with Britney's dad, Jamie, a young rogue who popped wheelies on his motorcycle in front of the VFW and divorced his first wife two weeks before he married Lynne. His own mother committed suicide when he was fourteen. An hour inland of New Orleans and the dairy capital of the South until the Seventies, Kentwood was in the death spasms of a faltering economy during Britney's childhood, with few new businesses opening other than a mineral-water bottling plant. Lynne worked as a second-grade teacher, and Jamie as a contractor, with projects in Memphis, a few hours' drive away. He generally came home on weekends and drank too much. "Jamie is clean now, but when Britney was growing up he was a horrible addict," says a former manager. "She is the product of some very, very bad genetics."

Lynne became transfixed on her talented daughter, partially as a way of relieving some of the marriage's pressure. By age three, Britney was enrolled in choir, dance and gymnastic lessons, and by six she'd won Miss Talent Central States. At eight, daughter drove with mom eight hours to an audition for The Mickey Mouse Club in Atlanta. She was too young for the show, though Lynne tried to pass her off as nine, but Britney caught the casting director's eye, and he recommended a New York talent agent. The family began to fall into debt as Jamie's construction business took a downturn, but they decided to wager their fortunes by sending Britney to Manhattan. Over the next few years, she and Lynne would split their time between New York and Kentwood as Britney booked commercials, played the lead in a Broadway play, Ruthless, and performed on Star Search. The family declared bankruptcy before Britney attained her dream: At twelve, she landed a role on The Mickey Mouse Club, alongside Christina Aguilera and Justin Timberlake.

After thriving in Disney's world of chaste adolescence, Britney applied her skills to a nearly identical demographic with a rapidly changing sense of what modern teenhood meant. Thanks to the Gen Y boom, teen music began to explode with the Backstreet Boys and the Spice Girls, the perfect music for America's pre-9/11 optimism. Britney was picked up by Larry Rudolph, an entertainment lawyer turned manager who was in the process of packaging 'NSync with Johnny Wright, manager of New Kids on the Block and the Backstreet Boys. They sent Britney to Sweden to record with Swedish pop maestro Max Martin, who had already written her future smash, "...Baby One More Time." Then Britney headed back to her Christian day school in Mississippi. She loved it: She had basketball practice and a handsome boyfriend, Reg Jones. She reportedly lost her virginity to him at fourteen. (Britney denies this.)

If true, this was a secret she couldn't share, particularly because Rudolph's plans included marketing her as the teenage Lolita of middle-aged men's dreams. In January 1999, Britney emerged on the national stage with the video for ". . . Baby One More Time," as a Catholic schoolgirl in pink pompom hair barrettes. The genius stroke of her creation was that her next single was a ballad, with a video featuring her dancing in a white outfit on a pier: By emerging as a vixen and then reverting to a child, she allowed the world to breathe a sigh of relief that her temptress act was make-believe. She played along. "All I did was tie up my shirt!" she said to Rolling Stone. "I'm wearing a sports bra under it. Sure, I'm wearing thigh-highs, but kids wear those — it's the style. Have you seen MTV — all those girls in thongs?"

On the road, Britney was humble — washing her dishes, doing her laundry, calling older female assistants "ma'am." "We would wake up Britney at 6 a.m., and she'd work on a video for three or four days straight for twenty hours a day," says Abe Sarkisyan, her driver for five years. "She was a kind, generous sweetheart with a big heart and no poor habits." An unedited goofball and girlie girl who wrote flowery notes to friends, burped a lot and liked practical jokes, Britney was almost comically naive — she covered "Satisfaction," but when she found herself in an elevator with Mick Jagger, she had no idea who he was. Lynne retained a minor management role over the years, but she disappeared from Britney's side, enjoying her newfound wealth and laying the star-machine groundwork for Jamie Lynn, a tomboy more interested in her scooter than becoming a star. Jamie was not in the picture. "It was upsetting for Britney to be around her dad," says a friend. "He came backstage one night, and he was wasted. She was devastated." Britney would tell friends that her father was emotionally abusive, and in 2006 she wrote a poem about "sins of the father": "The guilt you fed me/Made me weak/The voodoo you did/I couldn't speak."

The first big blow to Britney's golden-girl image was her breast implants. According to a source, she and Lynne had made the decision for her to get them, on the assumption that the culture demanded it, but the press leapt on her scornfully. (Britney has denied having implants.) "When Britney saw the papers, she was crying in the bathtub uncontrollably, asking, 'Why is everyone being so mean to me?'" says a friend. "It was very hurtful for her to go through something so private so publicly." Britney regretted the implants, particularly because her chest was still growing, and when her natural breasts became larger, she had the implants removed. "When other girls did their boobs, they were like, 'Yeah, I did my boobs, move on,' but Britney was brought up to lie about herself," says Darrin Henson, the choreographer of several videos from Britney's first album and Christina Aguilera's "Genie in a Bottle." Gradually, she began to lose her confidence. "Britney would come offstage after performing in front of 15 to 16,000 people and start crying because she thought she was terrible," says Henson. "The girl doesn't know who she is."

Britney's first two albums sold more than 39 million records, making her part of a teen-pop trifecta, with the Backstreet Boys and 'NSync, that comprised the best-selling acts in Jive's history. Some in her camp argued that Britney was too young to be pushed so hard, and wanted her to return to Kentwood to reconnect with girlfriends. "There were meetings where people would fight about giving Britney a break, but in the end the machine always won," says a friend. "Britney wanted it too, but she wasn't aware of the price tag." Those who advocated too much were shoved aside. Even though she had a squeaky-clean image, things changed backstage. "There were all these slick businessmen for Britney who let seedy people come around, offering her drinks and drugs, and she thought it was fun," she says. "If Britney wanted to party to blow off stress, that's what her team wanted her to do."

Britney's savior was Justin Timberlake, whom she started dating around 1999. "Justin had his head screwed on so straight, and he rescued her from that world," says a friend. "He became the great force in her life, but it started a pattern — she began to look for guys to help her get away from the people who control her." Even though Britney was one of the biggest stars in the world and Timberlake was still just another guy in 'NSync, the power balance in their relationship was solid. "She wasn't competitive about attention," says a close friend. "She just wanted to be in love with him." Once again, her manager gave her instructions: The partnership was to be kept under wraps, and they had to tell everyone they planned to stay abstinent until marriage. "They were always running in between each other's buses, and one night Justin came back to the bus and said to me, 'Dude, smell my fingers,'" says Henson. "Justin slept with her that night." It was another year before they admitted publicly that they were a couple.

Although the world thought Britney was an innocent sexed-up for the cameras, she was always lobbying to appear sluttier, which she thought would make her appear more mature. From the time she was young, Lynne and Jamie let her walk around the house naked. "Every girl in America was wearing crop tops and booty shorts, and Britney felt like she was being held back," says a friend. "She would joke about wanting to do videos topless." Her managers didn't want to scare off her fan base. "These middle-aged guys were so intense about her not being sexual that they pushed her the other way," says the friend. "They'd tell her to put on a bra or that her lip gloss was too dark. They were literally picking out her panties for her."

With her third album, Britney was told that she could change — a little. It was time to enter the "Not a Girl, Not Yet a Woman" phase, but she was ready to leave it behind. All the gay dancers and stylists were always having dirty conversations around her backstage, and one day Britney piped up: "God, I want to have hot sex too! I want to have throw-down, hot sex!" Her primary creative collaborator on her tour, choreographer Wade Robson, agreed that it was her time to blossom, and she owned her new image by draping the proverbial snake around her neck while performing "I'm a Slave 4 U" at the 2001 VMAs. Her sexual curiosity got the better of her, and she reportedly began sleeping with Robson, a friend of Timberlake's who co-wrote 'NSync's "Pop" with him. (Both Britney and Robson have denied the affair.) In February 2002, Timberlake discovered a mash note from Robson in Britney's room. Britney and Timberlake were performing on Saturday Night Live that night, and they sat backstage, miserable — he refused to accept her apologies. The breakup was a terrible shock, particularly as it was followed by Britney's parents' divorce two months later. "No one took the time to say to Britney, 'Let's take some time off here, let's get you some counseling,'" says an ex-assistant manager. "They expected her to have the drive, to dust it off."

Britney realized that the machine wasn't going to bring her satisfaction anymore — she needed a man. She began desperately seeking love in nightclubs with inappropriate guys like Colin Farrell and in the studio, most notably with Fred Durst, who violated her trust by boasting about their exploits on The Howard Stern Show. Without a strong sense of self, she'd take on the characteristics of whomever was around at the moment, and after her kiss with Madonna at the 2003 VMAs, she decided they were soul mates. "Britney and Madonna became friends after the performance, and she started to think she was Madonna," says an ex-manager. "She said, 'Madonna calls her own shots, I can do that.' But Madonna doesn't need to be told what to do. Britney does." (Britney on Madonna: "Maybe she was my husband in another life.")

Britney returned to Kentwood for Christmas in 2003, staying in a small house on her parents' property with old friends, including childhood crush Jason Alexander, a junior at Southeastern Louisiana University. After fighting with Lynne one morning, she packed her pals on a plane for three days of partying in Las Vegas — cocaine during the evening, Ecstasy in the early morning and Xanax to sleep, according to Alexander. At 3:30 a.m. on January 3rd, 2004, after watching the Texas Chainsaw Massacre, she and Alexander took a lime-green limo to the Little White Wedding Chapel, where she strapped a white garter over her ripped jeans and held a small bouquet of roses in cardboard for their forty-dollar wedding. Eleven hours later, they called their parents to give them the big news. Lynne flew to Vegas, the couple were separated, and lawyers worked to annul the marriage. Shipped home with a false promise that Britney wanted to stay together, Alexander cracked under the national spotlight and dropped out of school.

This was to have been the new Britney, and she was genuinely disappointed, wearing a wedding ring in defiance. Lynne tried to circle the wagons around her furious daughter, keeping her in Kentwood on the day of the Grammys and taking her to a church service instead, but within a few months, the road called — Britney went back on tour with In the Zone a much more mature album with songs about early-morning sex and masturbation. By the time she filmed the video for the ballad "Everytime," she was down the rabbit hole: Her concept was to die in an overflowing bathtub with pills and booze strewn around, and get reincarnated as a baby. There were demons that she was battling, and she wanted everyone to know. Jive insisted on a different method of death, so she ran away from the paparazzi before drowning in the tub. Britney was compliant on the first day of the shoot, but on the second, she refused to leave her hotel room. "Finally, Britney agreed to do it, but first she said, 'I need three Red Bulls, and call my doctor,'" says a friend.

She found her soul mate a few weeks later, on the dance floor: Kevin Federline, a twenty-five-year-old cornrowed white boy who had been a dancer for Timberlake, a high school dropout and son of a Fresno, California, auto mechanic with one baby by his girlfriend, Shar Jackson, and another on the way. Nicknamed "Meat Pole," he was a fixture on the L.A. club scene, and one broke-ass dude: Before he met Britney, Federline's Chevy had been repossessed. Britney got stuck on him — "part of it was that she wanted to pimp Justin's dude, get his spot and throw it in Justin's face," says a friend — and invited him on her tour, where they got matching tattoos of dice on their wrists and filmed each other obsessively with video cameras, movies that would become the basis for their reality show, Chaotic. With little else on her mind, Britney was relieved when her knee gave out in the middle of the tour, and Jive announced that doctors had prescribed four months of rest. But the next week, she asked Federline to marry her (he refused, mock-horrified, and proposed a few minutes later), and they got hitched immediately, with Juicy tracksuits for the bridesmaids (in pink) and groomsmen (in white) embroidered with MAIDS and PIMPS.

Two weeks after the wedding, Britney fired her manager, Rudolph and Lynne. "Kevin convinced Britney that he was going to get the users out of her life, and they were going to run her business together," says a friend. Their life became the main business: They sold their wedding photos to People magazine for $1 million, and Britney began to blog on her fan site, charging a twenty-five- dollar club-membership fee. She popped out two kids quickly — Sean Preston, a year after she and Federline were married (the baby pictures were also sold for $1 million to People), and Jayden, one year later (she kept him under wraps for months, in hopes of a big payday, but a paparazzi caught her carrying him on a beach in Maui, Hawaii). Her interest in her recording career was minimal. She recorded three songs in three years.

Federline gave Britney license to fully embrace her white-trash side — walking into gas-station restrooms barefoot, dumping ashtrays out hotel windows, wearing novelty tees like I'M A VIRGIN, BUT THIS IS AN OLD SHIRT and, most notably, not strapping the kids into car seats. But he liked the high life, buying a $250,000 silver Ferrari with monogrammed rims and getting stoned in their home recording studio while cutting his rap album. "Kevin didn't step up to the plate and be a man to Britney in their relationship," says a close friend. "He was a boy to her, turning his back on her for his bros and that fame." He made her feel a lot of her old insecurities — loneliness, fear of abandonment — and she started partying and spiraling downward again, attributing her crying jags to postpartum depression. "When Britney had children, that should've been the end of her wild ways, and it wasn't," says a friend of Federline. "She turned into someone who only wanted to hear 'yes,' and if you're not going to say it, get the hell out of her way."

Meat Pole wasn't the one for Britney, and she asked him for a divorce by text message in November 2006. (His response: scrawling on the wall of the nightclub bathroom, "Today I'm a free man — Fuck a wife, give me my kids, bitch!") She rehired Rudolph immediately, and he took her ice-skating at Rockefeller Center in Manhattan for a photo op. But she wasn't ready to be a little girl again. Night after night, she hit the L.A. scene lost, vomiting in public, exchanging clothes with a strip-club cocktail waitress, and, perhaps most dangerously, hanging out with Paris Hilton — the two of them even splitting a pair of fishnet stockings, each wearing one leg, and she copied Paris' cootchie-flashing stunts three times before Rudolph quashed their friendship (Paris' nickname for Britney: "The Animal," because she doesn't think before she acts).

The Animal had to go to rehab: Eric Clapton's Crossroads, in Antigua, but she stormed out one day later, flying to Miami and then coach-class to Los Angeles to see her family. She arrived at Federline's house for her babies, but he had joined forces with Lynne and Rudolph, and wouldn't talk to her until she registered at the Malibu rehab center Promises. She circled his house three times, furious at having to concede to their demands, before pulling into a random hair salon in the Valley and taking her hair off in big clumps, less as a penance than a liberation. Then she stayed up for forty-eight hours straight, driving around, sucking down dozens of Red Bulls, afraid that she was being followed by demons, or that a cell-phone charger was taping her thoughts, and obsessively listening to the radio for news about Anna Nicole Smith's death earlier that month. That was her fate, she declared — she was next.

After rehab, Britney was deeply angry and cut out every person in her life who had argued for it — her parents, Federline, Rudolph, even old best friends. She claimed not to have a drug problem, and stopped returning calls to her disloyal subjects, changing her phone numbers. "She was queen of the ghost moves," says singer Keri Hilson, who did backup vocals and co-wrote "Gimme More." "She'd be in the booth one second and then security would come get her, and we wouldn't know she was gone." Britney's former bodyguard claimed in an interview with a British tabloid that she suffered a near-overdose with singer-songwriter Howie Day, whom she met at Promises, in a Los Angeles hotel room — the room was trashed, a glass pipe alongside a white substance that the bodyguard claimed was cocaine or meth.

Jive was cautious about booking Britney on the 2007 MTV Video Music Awards, but it was too good a promotional opportunity to pass up. Britney signed a new management contract with the Firm and started working out a few times a week. The day of the show, she arrived early to the arena. Timberlake was rehearsing. Suddenly, her face fell, and she started getting panicked, nervous, afraid — what was he going to think of her performance? What about the rest of her peers? She headed backstage and was pacing in her dressing room when Timberlake knocked on the door. She refused to come out. She didn't want to see him yet.

Soon, she was going to put on her hair, and maybe she would feel better. There was a wig waiting for her by master coiffeur Ken Pavés, who created Jessica Simpson's cascading fake tresses — it had been seven months since Britney shaved her head, and her real hair was less than six inches long. All she had to do was sit for the afternoon so the wig could be glued to her head, piece by piece, then remain very still for an hour so it could set, and she would be the old Britney again.

Suddenly, Britney declared that she didn't want Pavés to touch her. She asked for his assistant, but the assistant didn't want to betray Pavés. The hair divas turned on their heels, leaving the Firm to try coaxing them back while insisting to Britney that she must change her mind. When she finally granted Pavés entree an hour before the show began, it was too late to apply the wig, so someone grabbed Nelly Furtado's stylist, who glued on some straight blond hairpieces. Britney sat for those in her glittery black bikini and then stepped into the rest of her outfit, a Posh Spice-style corset-dress. Then she took it off, refusing to wear it. She wanted to go onstage without artifice, as naked as possible, and for us to love her just the way she was.

The edge of Mulholland Drive is the lip of a pit, a vertiginous fall into destruction. Britney's house sits at the top, jutting over the glittering city. It's a rainy weekday a couple of months after the VMAs. She knows she messed up her performance — "Afterward, she kept asking, 'Was I terrible? Was it terrible?'" says a friend. "This is just the way it is with her: It's circular, manic thinking" — and because she's not doing any promotion for Blackout, other than a seven-minute radio interview with KISS-FM, there's not much else going on. The Firm stepped down from managing her, without making a cent, because they were no longer able to speak with her directly: Her phone is now answered by Osamah Lutfi, also known as Sam, a jovial thirty-three-year-old who a friend of Britney's describes as her "life coach." They met at a party in 2007, and he called her then-assistant, Kalie Machado, to meet at a Santa Monica Starbucks. According to Machado, Lutfi told her that he worked for Federline as a private eye, and he knew that there was a tap on Britney's phone and a warrant to search her Malibu home for drugs. (Federline's rep has denied any connection.) Lutfi has had two temporary restraining orders issued against him for harassment.

It's Lutfi who has kept Britney together through the months, filling in as her assistant and trying to be a manager, talking to her record label, and driving her around town. There are constant breakdowns about all the people who have sold Britney out to celebrity magazines — the assistant she forgot to pay, the bodyguard who claims he's seen her do cocaine and regularly walk around the house nude, the twenty-one-year-old college kid she made out with topless in a hot tub on the roof of a hotel in downtown L.A. A new rumor crops up every day: She feeds soda in baby bottles to her toddlers (whose teeth she also asked a dentist to whiten), her choice of poison is the Southern rap scene's "Purple Monster" (vodka, Red Bull and NyQuil) and she has a sex dungeon in her Beverly Hills villa with spanking paddles displayed in a glass jar (and a large covered candy dish of lotions and toys she calls her "pleasure chest"). In this embattled state, Britney has become a recluse, in a way — she's never out to dinner or at a nightclub, spending most of her nights at the Four Seasons in Beverly Hills.

For weeks, she slept there almost every night, and Lutfi is often downstairs at the hotel, like everyone else who is working this story — the red-carpeted lobby bar has become the de facto center of Britney operations, with reporters, paparazzi and lawyers from the child-custody case holding meetings with hope that the object of everyone's desire might come wandering by. It's like the United Nations in this bar, with folks from myriad ethnicities, and everyone acting deadly serious. I have coffee on separate occasions with two men from Federline's attorney's team: Aaron Cohen, a former Israeli operative, who served the subpoenas to some of Britney's friends, including Lutfi — along with his regular job, which is training SWAT teams in Israeli anti-terrorism techniques. "With Britney, I penetrated the inner circles of Hollywood," he tells me. "It was not unlike counterterrorism, in that I worked with both enemies and friends." I also meet with Michael Sands, the media liaison for Kaplan, who gives me a key-chain light stamped with a picture of the Pentagon, an FBI lapel pin and another from the CIA, and a commemorative Navy coin — one might think he works for one or all of the agencies. The rumor flies around the lobby that the government is looking into Lutfi, curious about his connection to the Saudis.

Britney's Danish pal Claus makes an appearance at the Four Seasons as well, with two business associates. They'd like to talk about the $2 million, which now, for some reason, everyone is talking about as $1 million. This is how it will go, they explain: I will give them the money, and the cash will be held in escrow. Britney will know that she won't get any money until she completes the interview and photo shoot (they will take a ten percent finder's fee, payable whether or not she shows up). They will be at the shoot, making sure Britney is happy — I will have to bring five photographers, five stylists and five makeup artists in case she is not. They do this all the time: They just took Paris to Moscow, and did the deal for Britney's New Year's Eve 2007 appearance at the Vegas nightclub Pure, the one where she passed out. "My guy was behind her, holding her up that night," boasts one guy.

Ryan Seacrest stops by the table. "Hey, guys, what's up?" he asks.

"We made Ryan $3 million last year," they say after Seacrest leaves. "It's all friends, so friendly."

The next night, Claus, again in his FUCK REHAB! shirt, has a new plan: He will tell Britney that he's going to give her $1 million. I'll give him the $1 million, and then he'll give it to her. "This way, no one will ever know that Rolling Stone bent over to pay Queen Britney," he says. He is very pleased. He calls Lutfi to tell him. "Sam says that OK! magazine was going to pay $2 million for an interview with Britney," he says.

Claus takes off for Citizen Smith, a rock bar in Hollywood, to meet Lutfi and Britney's twenty-six-year-old cousin, Alli Sims — a naive climber with hopes of releasing her own album. It's a birthday party for Jason Kennedy, an E! reporter who may or may not be dating Sims.

"We really just want someone to tell the truth," says Sims. "Britney's such a good girl." She screws up her face, thinking about nice things to say. "Britney never talks bad about anyone behind their backs, ever, seriously," she says.

"That is one of her best characteristics," agrees Lutfi. He turns to me. "Just to let you understand something as far as her psyche goes, she really doesn't need to do another thing in her life. Her big thing with me is that she doesn't want me defending her against anything fake in the magazines. But she understands that's the way they make their money, because it's the way she made hers too. She really doesn't care anymore."

"We're going to need pre-approval over the article," says Claus.

"Also, Britney has a friend who is a photographer whom we would want to shoot the photos," says Lutfi. He thinks for a moment. "You know, this is so much more than a magazine article — we've been doing dictation, she's been telling me her story, and I've been writing it all down. It would make a great book!"

It's 1:30 a.m., and the bar is closing. The lights flick on, and we hug goodbye.

After explaining to Claus that there is no money, I write to Lutfi many times, explaining that we are still very interested in interviewing Britney and telling her side of the story.

No response.

As 2007 comes to a close, Britney starts to really enjoy her paparazzi chases. She races around the city for two or three hours a day, aimlessly leading paps to various locations where she could interact with them just a little bit and then jump back into her car. A Britney chase is more fun than a roller coaster, but with the chance that the experience could cause lasting harm. "Britney is the most dangerous detail in Hollywood," says Levin of TMZ.

There are twenty paps in the core Britney detail, a bunch of hilarious, slightly scary thugs who use expert drag-racing skills to block off new guys who try to get in the mix. It's like a game of Frogger, with everyone jostling to be the first car behind Britney, the better to shoot all over her when she stops (and then watch their feet, because several have found themselves on crutches after she speeds away). "She's nuts," says Craig Williams, a photographer for Hollywood.tv. Williams, a former beatmaker for Death Row Records with a long braid slithering down his back and multiple silver rings on his fingers, gets in front most of the time, riding her Mercedes SL65 hard. Almost all the paps drive rental SUVs, most with dents and scrapes on the sides, because no one wants to get their real cars messed up. A plastic bag swings from the door to the trunk of the SUV in front of us — the pap had been using it for trash all day and forgot to dump it.

Britney pulls into her driveway, and Williams waits down the street. He puts Blackout on his CD player. "Let's summon Britney," he says. "She's gonna come back out after she does her drugs or changes her clothes, whichever comes first," he jokes, lighting a cigarette. "She didn't get enough chase today."

An hour later, the white Mercedes whizzes by, and it's on: up and down Coldwater Canyon and across Mulholland Drive for one hour, with paps jostling behind. Then she flips a bitch and heads right back where she came from. The other cars get lost as she circles a Ralphs supermarket twice, dumps her assistant at the Starbucks and zooms down the street to a red light. Williams pulls out his video camera.

She waves hi. "Hey, Brit, I listened to that new album," says Williams. "It's awesome! Good album. Good job. Vocals were tight, girl."

"I know," Britney yells. "I'm the shit."

Williams laughs. "You the shit!"

"I know it, baby," she yells, with a coy smile. "It's hard to be this hot."

"Tell me about it," says Williams, laughing. "It's Britney, bitch!"

This kind of flirtation is a daily occurrence, and she starts to prowl the pool for a dude — of all the guys, Adnan Ghalib is the hottest one, and she knows it. He's a British Afghani who has claimed he fought for the Mujahdeen and has the shrapnel scars to prove it, a smoldering thirty-five-year-old in Gucci sunglasses (far more appealing in person than he is on the news). Once Britney asked him into the bathroom of a Quiznos; his wife has filed for legal separation, and he has said that he plans to marry Britney and get her pregnant. The unimaginable happens one night right before Christmas, when Britney decides that she's had enough of being lonely — she pulls over on the Pacific Coast Highway, jumps into Ghalib's car, pops on her pink wig and takes him to the Peninsula hotel for a late "lunch," as he called it.

For the past few years, Britney has begged friends to help her run away, to leave everything behind and become a stylist or schoolteacher, or move to an island where she can work as a bartender. Ghalib helps her achieve her goal, evading the paparazzi for weeks on violent, terrifying chases. The relationship is just starting to build when Britney is taken to the hospital for the first time, and as soon as she comes out, Ghalib absconds with her to crisscross the West Coast, listening to their favorite music in the car (her: Dixie Chicks and Janet Jackson; him: System of a Down), making stops in Palm Springs and Mexico with his buddy, a paparazzi who would shoot the two of them for exclusive sale by Ghalib's then-agency. The other agencies are having nervous breakdowns. Ghalib gets on the phone with Rolling Stone because he's a fan of the magazine. "You must understand something about Britney," he says, in arguing her side of the story. "People turned on her. They were only there when the getting was good. She has become very Columbo-esque — she acts a certain way so that people don't think she's intelligent, and then people volunteer information, and she is able to put together what is going on. It's not the blogs or magazines or the people on the street she cares about. She knows that the people who had a responsibility to support her bailed out and is very hurt by their actions."

A tug of war begins between Ghalib and Lutfi for control of Britney, and on January 20th, when Ghalib goes to a funeral in Northern California, Lutfi invites a few paparazzi from a friendly agency, X17, over to Britney's house, and shows them what he claimed was a restraining order against Ghalib. "He folded it over so they couldn't see what he was showing," says Ghalib, chuckling. "I'll give it to you, he's good, he's very good at what he does." Lutfi has spread rumors that Ghalib sleeps on the couch when he's at Britney's house. A pap catches a text message: Lutfi writes, "You're a manic trigger. If you continue to have any contact with her, you'll kill her. It's your decision."

Britney finds herself right where she used to be: Again, there's control, pressure, fighting. She argues with Lutfi, and Ghalib rushes in to save her, but Lutfi calls security to keep him off her property. Lynne arrives, dragging her daughter around town, and Britney begins to spin out, staying up for sixty hours straight. On January 30th, she arrives back home after a day at the Beverly Hills Hotel, and meets with a psychiatrist, according to X17. They put out the news at 11 p.m.: She's attempted suicide.

Seventy-five paps gather around the entrances to Britney's gated community, stamping their feet in the chilly winter night, as a police helicopter circles overhead. "You don't want an ambulance to roll out with a body bag and miss that," says a French photographer, checking his battery. These guys are jaded after all that's happened. "Man, Britney can't die, because then I don't get my money!" says a guy in a Famous Stars and Straps baseball hat. Someone starts running down the block, and everyone runs after him; they hide in a driveway and laugh when everyone catches up. Although she doesn't seem to have tried to commit suicide, the doctors are on their way again: Police and paramedics descend as the LAPD blocks off all exit paths from her house, stations twenty cops in her driveway and takes her out (her code name: "The Package") without a single picture. The next day, her parents file a restraining order against Lutfi.

A world without Britney, where she is set aside in rehab or a psychiatric center, is hard to contemplate: She's the canary in the coal mine of our culture, the most vivid representation of the excess of the past decade. She didn't think there was a tomorrow worth saving for, and neither did we. After blaming everyone else for her problems, Britney's finally starting to realize the degree to which she's messed up, but her sense of entitlement keeps her from admitting it to herself, or to anyone who is trying to help her. We want her to survive and thrive, to evolve into someone who can make us proud again. Or maybe, we just don't want the show to end. "Look at George Foreman: He's the oldest heavyweight champion ever," says Ghalib. "That's what Britney's going to be. She said it best to me: She refuses to live her life anymore reflected in the eyes of others." Then he gets very quiet. "Be gentle to her," he says. "That's a personal request."